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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d)
of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) February 16, 2026
Sprouts Farmers Market, Inc.
(Exact name of registrant as specified in its charter)
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| Delaware | 001-36029 | 32-0331600 |
(State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification No.) |
5455 E. High Street, Suite 111
Phoenix, Arizona 85054
(Address of principal executive offices and zip code)
(480) 814-8016
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
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| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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Title of Each Class | | Trading Symbol(s) | | Name of Each Exchange on Which Registered |
| Common Stock, $0.001 par value | | SFM | | Nasdaq Global Select Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers.
Retirement of J. Scott Neal as Chief Merchandising Officer
On February 16, 2026, J. Scott Neal, Chief Merchandising Officer of Sprouts Farmers Market, Inc. (the “Company”), advised the Company of his intent to retire from his position with the Company, effective immediately. It is expected that Mr. Neal will continue to serve the Company in an advisory capacity through March 2026 to assist with the transition of his duties to the Company’s newly appointed Chief Merchandising Officer.
Appointment of Don Clark as Chief Merchandising Officer
On February 16, 2026, the Company appointed Don Clark as its new Chief Merchandising Officer.
On February 19, 2026, the Company issued a press release announcing various management changes, including Mr. Neal’s retirement and Mr. Clark’s appointment. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01. Financial Statements and Exhibits.
(d)Exhibits
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Exhibit Number | | Description |
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| 99.1 | | Press release of Sprouts Farmers Market, Inc., dated February 19, 2026 entitled "Sprouts Farmers Market, Inc. Announces Management Changes" |
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| 104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| SPROUTS FARMERS MARKET, INC. |
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| Date: February 19, 2026 | By: | /s/ Brandon F. Lombardi |
| Name: | Brandon F. Lombardi |
| Title: | Chief Legal Officer and Corporate Secretary |
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Investor Contact: | Media Contact: |
Susannah Livingston | media@sprouts.com |
(602) 682-1584 |
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susannahlivingston@sprouts.com |
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Sprouts Farmers Market, Inc. Announces Management Changes
Don Clark Appointed Chief Merchandising Officer, Amanda Rassi Appointed Chief Customer Officer
PHOENIX, Ariz. – (Business Wire) – February 19, 2026 – Sprouts Farmers Market, Inc. (Nasdaq: SFM) today announced that Don Clark has been appointed as the company’s new chief merchandising officer and Amanda “Mandy” Rassi has been appointed as the company’s chief customer officer. In conjunction with Clark’s appointment, Scott Neal, the company’s current chief merchandising officer, will be retiring from the company.
“We are very excited to welcome Don Clark and Mandy Rassi to our executive leadership team as we continue to fulfill our purpose to help people live and eat better,” said Nick Konat, president and chief operating officer of Sprouts. “Don’s combination of outstanding specialty retail and grocery experience along with his experience in CPG leadership and brand building will enhance our ability to be the market leader in driving health-forward, differentiated offerings for our customers. We’re also creating a new chief customer officer role to deepen our ability to understand and serve our unique customer base. Mandy’s extensive experience in leading strategy and growth through the customer – building insight capability, leading customer strategy and personalization and loyalty, and driving growth with target customers – will strengthen how Sprouts understands and grows our health enthusiast customer across all channels.”
Konat continued, “I want to thank Scott Neal for the contribution and impact he has made to Sprouts. He’s driven outstanding growth in our business while driving further differentiation in our product offering, helping us become the best place to launch and grow brands. I wish him all the best in his retirement.”
Clark will report to Konat and oversee Sprouts’ perishable, non-perishable, and merchandise operations functions. Clark has over 25 years of experience in CPG and retail merchandising, including service as executive vice president, chief merchandising officer of Giant Eagle, Inc. and senior vice president, merchandising at Whole Foods Market, Inc. Clark most recently served as chief executive officer of Cerebelly Inc., a manufacturer of brain-focused baby food.
Rassi will also report to Konat in this newly created role to oversee Sprouts’ marketing, external communications, personalization/loyalty, eCommerce and consumer insights functions. Rassi has over 20 years of experience in CPG and retail marketing, having most recently served as senior vice president, chief marketing officer of The Michaels Companies. Prior to joining Michaels, Rassi held a range of marketing and analytics leadership roles at 84.51° and The Kroger Co., where she most recently served as vice president and head of marketing. She also served at Procter & Gamble, culminating in her role as senior director of brand insights and analytics for the North America club and home specialty business.
About Sprouts Farmers Market, Inc.
Sprouts Farmers Market is one of the largest and fastest growing specialty retailers of fresh, natural and organic food in the United States. Sprouts helps people live and eat better with fresh produce at the heart of the store and delicious discoveries for every dietary lifestyle. Always foraging for what’s fresh and innovative, Sprouts offers a carefully curated assortment of products that inspire wellness naturally, including organic, gluten-free, plant-based and non-GMO favorites. Headquartered in Phoenix, AZ, Sprouts employs more than 36,000 team
members and operates more than 480 stores in 25 states nationwide. To learn more about Sprouts and the role it plays in its communities, visit sprouts.com/about/.
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Source: Sprouts Farmers Market, Inc
Phoenix, AZ
2/19/26